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Lane
Lane, JD, CFP, MBA, CRPS
Category: Finance
Satisfied Customers: 9483
Experience:  Law Degree, specialization in Tax Law and Corporate Law, CFP and MBA, Providing Financial & Tax advice since 1986
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Can I enter into an agreement related to real property owned

This answer was rated:

Can I enter into an agreement related to real property owned by an inactive corporation in Florida?

Lane :

Sure, as long as the corporation hasn't been dissolved ... Corporations have a life of pertuity until thay are dissolved with the sec of state

Lane :

If it hasn't been dissolved it's there ... and whether it's earning any income or not doesn't keep it from owning property

Customer:

i misspoke. i menat to say administrtaively dissolved

Lane :

Then no, the corporation does not eist

Lane :

eist

Customer:

Grantee on warranty deed is corporation that was admin. dissolved September 2006.

Lane :

sorry (exist) .. MIGHT come into existence again if the state lets it catch up with filing requirement

Lane :

when was the property conveyed?

Customer:

On sunbiz it says status is inactive due to admisnitrative dissolution

Lane :

That means that, they haven't paid their filing fees OR ...

Customer:

not property conveyance. Equivalent to lease agreement

Lane :

have not complied with some other filing requirement by the state

Lane :

In those cases, sometimes they can pay-up and the state will reinstate

Customer:

so who has an ownership interest in the property?

Lane :

BUT, it sounds like what matters here is... Was the corporation an active (better said existing corporation) when it conveyed the property

Customer:

Last recorded conveayance was to grantee corporation which is now dissolved

Lane :

My corp cane sell (or gift, or convey in other ways) property in one year and dissolve in the next year ... doesn't mean my corp didn't sell the property

Customer:

it did properly have an interest in the property. The question is how does it transact business?

Customer:

we want to enter into a contract for the sue of the land similar to alease with the "owner"

Lane :

if it's now out of compliance? Pay-up

Customer:

Need to know who that is

Lane :

can't do it with THAT corporation ...not until some action is taken to briong the corporation back into existence

Customer:

ok. so in order to transact any business pertianig to that property corporation must be properly regsitered? Foes the BOD have the ability to issue a resolution or is that not possible becauuse corporation is not in existence?

Lane :

Impossible IF the resolution had an effective date while corporation does not effectively exist

Lane :

The only resolution that MIGHT be allowed would be one where the STATE is requiring something as a part of bringing it back into compliance

Customer:

Thanks

Lane and other Finance Specialists are ready to help you

Thanks Nicole.

One last thing ... if this Corp just missed an annual filing fee or comething, it's POSSIBLE that they've paid and the system just doesn't have it recorded yet.

You might want to call the Sec of state and check on them ... OR if you want, find out what's up, and let the board know what they need to do.

Thanks again,
Lane